The War Planet
by Kendall N.S
Summary: The Doctor, Rose, and Jack crash land on a planet to find a strange young woman there. Then they find her true intentions lying beneath the superficial guise of a peace maker. The War Planet will be destroyed, but that woman. The Doctor can't leave her.OC
1. Chapter 1

"Doctor!" Rose cried out as the TARDIS was tossed through the time vortex. "What's going on?" As of late, the time machine had been traveling pretty smoothly.

The big eared alien in question was smashing buttons and pulling levers on the console while holding on for dear life. "We've just hit a bit of turbulence, don't worry about it!"

The blonde shot him a razor sharp glare, "Too late for that, where are we going?"

"I don't know, yet, but what would be the fun in that?" He gave her a cheeky grin, his big ears wriggling.

For a split second, Rose had a flashback of the London Blitz and hanging thousands of feet from the ground with a Union Jack stamped across her chest. That—That was not fun. Not until the handsome Captain Jack Harkness saved her. That man was something to look at. She bit her lip at the memory.

With that in mind, she glanced at the newest member to the TARDIS crew, who was trying to grab onto something to steady himself that wouldn't send the TARDIS into further spiraling rage. And he somehow made himself look good. If only she had that sort of luck.

Then, the whirring and scraping sound of landing echoed in their ears.

Immediately the three converged on the door. It was pretty useless asking where you were while inside. You'd only be shoved outside. Then possibly be shoved back inside depending on the environment.

Rose let out a gasp and quickly covered her mouth. Her eyes watering at the sight. There were dead humanoids and Ood and unidentifiable species cadavers splayed across the ground. Pools of blood and innards littered the surface and filled the pits created by soldiers. Jack wrapped an arm around her. Instinctively, she curled into him—her eyes wide. There was nothing soothing about this. Nothing fantastical. Nothing she would want to find in the universe.

"C'mon then," there was a tremor of anger in the Doctor's voice, "Let's see who's in charge here."

"R-Right," She stuttered, pulling away from Jack to follow the man she traveled with. Her huge eyes glossy with unshed tears. "Where to then?" She put all of her effort into not looking at the ground, but that was near impossible.

"I'd say that's the main base." Jack said, nodding toward a particularly large series of tents that surrounded a rather stocky building. His gaze flicked about, then was directed at the Doctor. "I've heard about these planets—war planets." He grimaced as a pair of guards materialized at the tent doors. Both humanoid birds.

The Doctor flashed his psychic paper, "Galactic War Ambassador Smith, these are my associates." Tell me, have either of you any idea what kind of mess you've made? I am not getting cleaning bots for this without a hefty sum."

The bird humanoid squinted at the psychic paper, then looked at the Doctor shrewdly, "You've been expected Ambassador. Your comrade of peace is here as well, helping things settle."

They were led in and Rose looked around, gawping at everything. It was just so much. She hadn't seen these aliens before. She was never going to get used to this. At least, for her it was. Jack wasn't effected the same way she was—he was winking at a particularly pretty bird humanoid. The bird's feathers bristled and the pink skin that was able to be seen flushed.

Fifty-first century pheromones. Go figure.

"Expected? That doesn't sound good." Rose whispered as they were led to the entrance of the building. The wall they saw looked rather battered and dingy.

"Probably just saw the TARDIS appear," Jack whispered back, "the planet's probably booked since this one's over."

"How do you know it's over?"

"Because there's no one else alive on the battlefield." The Doctor answered for Jack, "It's a way to keep war between two parties from being interfered with and so that innocent civilians won't be killed in moments of foul play. A lot of these people consider it hospitable, in comparison at least."

"But wouldn't that mean that only civil civilizations would use them?" Rose asked, almost warily, remembering the Daleks.

"Only if the Intergalactic War and Peace Council don't catch you first." Jack snickered, glancing at the Doctor.

The Doctor rolled his eyes in response and straightened as the door was opened for him.

"So this is your partner, Ambassador Doe?" the unidentifiable alien asked. It was fair lavender in color and was dressed in rich clothing. A pair of ears perched atop it's head, but no visible eyes. The voice sounded female. It had four arms lining it's torso and it's visible skin was shiny.

"I suppose," a strawberry-blonde woman answered, looking at the Doctor sharply, "the council likes to change our partners around Ambassador…?" Her old brown eyes connected with his blue ones.

"Smith," the Doctor said with a smile as he sat down beside her, "these are my companions, they will be auditing."

Rose automatically opened her mouth in protest, then snapped it shut. The last thing she wanted to do was get in trouble with these two species who were fresh out of war.  
Jack gestured to the chairs lining the walls and he and Rose sat down.

"Well, Ambassador Smith," the bird humanoid—a Prandt—leader said, "we were just finishing up the treaty papers. I didn't realize that you would be coming to us. They said we would have to send it in."

"New regulations," the Doctor said.

"I see…" the eyeless alien said thoughtfully, "we need your signatures then so we can finish this up."

The Peace Ambassador set her palm on the table and closed her eyes briefly, then turned to the Doctor with a raised brow. There was something so unnervingly familiar about her. Her mimicked what she did and closed his eyes. A hum ran through his mind, collecting his chemical signature.

The leaders exchanged polite goodbyes and left the room.

"I would like to speak with my partner and his… companions in private for a moment, if that's alright." The woman said to the guards. They nodded to her respectfully and closed the door behind them. The middle-aged looking woman stood and looked at the Doctor sharply.

"Firstly, the War Ambassadors of the War and Peace Council have students, interns, and apprentices—not companions. You're lucky that those two civilizations were new to using a war planet." Her nostrils flared. Then she pulled out what looked like a compact and flipped it open—scanning Rose and Jack, then the Doctor.

"What the—who do you think you are?" Rose cried out in surprise, goose bumps rising up on her skin.

The woman just smirked, "I think I'm the Peace Ambassador who si now looking at three people who are pretending to be from the Intergalactic War and Peace Council. Two humans and… oh my…" Her brown eyes sparkled with renewed interest as she eyed the Doctor curiously.

"It'd be great if we could start over," the Doctor said, standing up. Quickly, he pulled out his sonic screwdriver and scanned her in return. She didn't even flinch, but she did stare at the instrument.

"What in hell's name is that?"

"A screwdriver," He answered, reluctant and defensive.

She guffawed and looked at Jack and Rose before looking back at him incredulously, "Who sonics a screwdriver?"

"Who sonics a compact?" He shot back, then he did a double-take at said screwdriver.

"For your information," the woman bristled, taking a step toward him, "it only looks like a compact—" She flipped it open for a light map of holographic images to snap up, "—it's actually a sonic scanner, kid."

Some memory was egging at the back of his mind, but he didn't care. He was too busy having a standoff with this woman.

"Since we have that out of the way, who are you?" She asked, her voice wavering to sound almost worried.

"I'm the Doctor." A crack echoed through the air and he reeled back, clutching his jaw, "What the hell was that for?"

"Oh, I dunno, how about destroying our planet and putting our species into a time lock?" She spat at him scathingly, advancing on him.

"Hey, lady, back up," Jack stood in front of the Doctor with his sonic blaster out in front of him.

"Oh dear, I seem to have disturbed your babies," the woman said, taking a few steps back and sitting down, "but I did owe him that much."

Rose was in complete and utter shock that the woman had the nerve to actually punched the Doctor. Her jaw snapped shut and she gritted her teeth as fury flushed over her. Then she blinked a few times before actually being able to say something that wasn't a swear or an assault on the other woman. Like an old woman could take her on anyway. "'Our Planet', 'Our Race' Does that mean you're… whatever the Doctor is?" She swallowed nervously.

The woman's gaze appraised her, "Well aren't you a clever girl? It's too bad that he is the only example of our race to you. Well, besides me. What's your name?"

"Rose, Rose Tyler," She almost flushed with pleasure under the woman's gaze.

"Nice to meet you, Rose Tyler," the woman extended a hand and Rose shook it, "I'm the Professor."

"Professor what?"

"Just the Professor," She said with an engaging grin, "and I do get that a lot." Her eyes shifted and almost seemed dreamy. "You're a Victorian Beauty, you are."

Now that made Rose blush brightly. Maybe this woman wasn't so bad. "Thanks." There was something about this woman that made Rose want to impress her. Much like the way she was with the Doctor.

"You're the Professor?" the Doctor interrupted, "My Professor?"

"The one and only, kid," She gave a wicked smirk.

"So you're Gallefreyan?" Jack asked, eyeing her up and down flirtatiously.

"I'd tell ya to feel my hearts, but that would be inappropriate."

"Well, I'd say," Jack grinned, "I don't think I've introduced myself, I'm Captain Jack Harkness."

She shook his hand, "I'm the Professor, pleasure to meet you, Captain."

"Pleasure's all mine, Professor." He kissed her knuckles, looking at her from beneath his long lashes.

"Jack," the Doctor warned.

"Just being polite," Jack retorted.

The Professor slipped her fingers from his hand, "It's quite alright, Doctor, I wouldn't try a baby like this." She grabbed his chin between her fingers, "He couldn't handle me."

Jack raised a brow.

She simply smirked and let go of his chin, then turned to the Doctor, "What are you doing here?"

"I haven't seen you since the academy and that's what you ask me? What I'm doing here?"

She nodded.

"That's so typical," He rolled his eyes and sighed, "We hit a bit of turbulence and just ended up here. Originally, I was aiming for Paradise Planet 9 in the Andromeda Galaxy."

"Ah, that place is great," Jack sighed at the memory, "Best massages and view."

"But that's impossible," the Professor said, "there's a force field around the planet that closes off all transport in and out. All ships and teleportation are re-directed to the Docking Probe just outside the field, unless…"

"Unless there's a rip in the field, which means—"the Doctor started, then stopped and shared a look with the Professor. There seemed to be some sort of communication. The slightest bit of twitching lips. Like a higher language that humans couldn't possibly understand even if they tried. The Doctor was getting closer to the Professor and neither seemed to realize it, but Rose did. She didn't like seeing her Doctor so close to another woman, especially with the way they were looking at each other. Like someone seeing the stars for the first time. And they seemed to come to the same conclusion at the same time.

The Professor stood with a blazing glare, "You all have to get out of here."


	2. Chapter 2

_Disclaimer: Don't Own. _

* * *

"You're coming with us," the Doctor said, tagging at her heals as she stormed out of the main building and into the maze of tents. Suddenly, she stopped and rounded on them. Her gaze sharp as she stared down the Doctor. As a superior power, as if he wasn't even on her level.

"Of course I am," She snapped, "Now, where did you park your TARDIS?"

Rose let out a snort of amusement once she caught up, "Park? When does he ever park the TARDIS?"

"Hey! I can drive the TARDIS just fine!" the Doctor sniffed.

"Right, right, just show me where you crashed." Then she kept on, walking faster than all of them.

They followed her out.

"Doctor, how does she know you?" Rose peered up at him curiously.

"She was one of the people who taught me at the academy when I was young." He wasn't ready to tell Rose everything. "That woman's a sadist."

"Sounds like a teacher I had during Secondary School," Rose groaned, "Projects and essays every other day. The tests were awful."

"No, I mean she was literally a sadist. If we didn't do what she said or went against the rules, she'd beat us into submission."

"That's awful!" Rose exclaimed, that anger from earlier lighting up again. This woman was making her bipolar. It was like Time Lords had a special ability to twist someone's emotions with just a look. She knew that the Doctor had that sort of talent. Then the thought of him being a child, big ears and nose all, made her giggle.

"It's not funny! She made us take apart, clean, put back together, and configure a teleportation unit in one day!" There was an exhilarated gleam in his eyes.

"She was your favorite teacher, wasn't she?" Jack grinned as they exited the empty tents. Rose's eyes widened, there wasn't even a trace of the bodies anymore. She leaned over and gingerly picked up a bullet casing. It reminded her so much of the wars on Earth.

"How'd you guess?"

Rose tucked it into her pocket. In an odd way, it was soothing. A reminder of home was a reminder of home, no matter how destructive.

Her gaze flicked up to see the Professor on one knee on the ground. "Professor…?"

"Just honoring the dead, Rosie," the Professor said as she got up, brushing invisible dust off of her jeans, "the value of life is sacred. So it's only proper." She gave a salute to the flags of the two species before they were sucked into the ground. "Now about your TARDIS. I finally understand why the ancients called it a Great Blue Temple. What'd you do to break it?"

"I didn't break her, she just got stuck like this and I liked it, so I didn't fix it." The Doctor said, "And why are you here?"

"You all saw that meeting," Her American accent ringing, "I'm a registered member of the Intergalactic War and Peace. I actually try to know and follow the laws of the Shadow Proclamation, Doctor."

The planet shook roughly.

An ear piercing ring came sharply through the air.

The Professor let out a loud, frustrated scream and whirled around to face the Doctor. "We'll talk later, right now we need to get in your TARDIS."

"Of course, of course," the Doctor was already working on opening the TARDIS. Rose and Jack raced in, the Professor right on their heels. That orange suitcase wobbling along behind her. The Doctor slammed the door shut and was at the console within a blink of an eye.

"Operating a TARDIS by yourself?" She almost seemed impressed as she stepped up to the controls, "And an old girl at that."

"Mind giving a hand?"

"You don't even need to ask, thief." There was a hungry look in her eye as she stepped up to the controls.

"Ah, that's not nice," He gave a sly smile.

"You know I'm not nice." She shot back.

"Doctor, why aren't we trying to save the planet?" Rose asked, feeling an unexpected flash of possessiveness and jealousy stemming from the familiar banter.  
The Doctor and the Professor shared a look. He raised a brow at her.

"What matters is that y'all are getting out of here." The Professor said, "I'll go back and… fix what's going on there."

The Doctor moved his lips, but no audible sound came out. The Professor glared at him, then sighed.

"There's a crack in the universe, the planet is going to be absorbed into the crack. It's an artificial planet, all wire and hardware at the core. No life forms or organisms." The Doctor quickly explained, tossing the strawberry-blonde his mallet.

"And since war planets are plentiful, it won't be a big sacrifice," the Professor continued on, "but that just means the crack will stay there and wait for a larger energy source. Once you three are landed, I'm going to go fix it."

"How're you—" the Doctor glanced down before a grin spread across his mouth, "Oh, you clever girl. How'd you make the entrance so small?"

"I'd like to say that I bought her off a midget, but that would be a lie." The Professor cast an affectionate glance at her bright orange suitcase. "Her entrance is actually a lot bigger, but I am quite… paranoid. She's with me, wherever I go."

"But wouldn't that just mean she's easier to steal since she's so compact?" Jack broke in, catching on to what the time lords were talking about.

"When she's not in my hands, she's heavy. Very heavy." She slammed her fist down onto a jammed control.

Rose, however, was not catching on. In fact the entire conversation had taken a turn down gibberish lane and hadn't taken the U-turn back to English. Proper, cockney, English. "What are you talking about?"

"And here I thought you were clever," the Professor pulled away from the controls to cast Rose a mildly disappointed look, "shouldn't put much faith in the human mind."

"That doesn't answer my question." Rose stated, her teeth grinding again behind her big lips.

"My TARDIS, Rosie, my TARDIS," the Professor sighed, glancing over a screen. "Prepare for landing."

The TARDIS began to make that air scraping sound and the Professor's brow pulled together, "That doesn't sound right…" But she didn't have the time or patience to fix it since the landing was safe and sound.

"Well, it was nice to catch up. Sort of. Not really." The Professor walked over to her suitcase and quickly unzipped it, pulling it open, "Don't look for me. Don't find me, If you find me, I will shoot you. Got that, Doctor?"

"Wait, you can't just leave!" Rose called out as the other woman crawled into the suitcase.

"I think that's what—well—No, the Doctor isn't curious at all." The Professor argued sarcastically with herself, "Doctor, would you like to see inside my TARDIS?"

"Go into a TARDIS inside another TARDIS, sure, I'll give it a go." The Doctor said then he turned to Jack and Rose, "Just wait here for five minutes."

"I'm not sure we can handle that, Doctor," Jack said sarcastically.

"Your companions can come in too." The echo of the Professor said. Then it gave Jack a nice view of Rose's rear as she crawled in.

"Only for a minute," the Professor said as she pulled at her own controls. To say that her TARDIS looked like the Doctor's would be like saying two people looked exactly the same. Two people of different races, ages, and countries. The floor wasn't a basic iron lattice but a see through glass covering an intricate wire working with a gravity belt, it was moving since the Professor was on it. There were branches coming down from the ceiling and connecting to the circular walls. There were staircases leading off in random directions.

Then she walked toward the Doctor. Or where he was. While she was at the console, he had gone exploring.

"Ah, you two!" The Professor said, pointing at Rose. Jack had wandered off. "Well, just you then, Rosie, you know the Doctor pretty well. And you know that Jack boy, so which way d'ya say they'd go?"

"I-I dunno," Rose stuttered, following the older woman around as she glanced up the stairs and into the hallways, "the Doctor likes to tinker with things a lot so if there's an underneath."

"That sounds like him, thanks, hun." The Professor slipped down the stairs and hanging upside-down. "Stop messing with my baby, unless you want a cap in your ass."

"I'm just looking, wouldn't know what to touch anyway." The Doctor retorted, not looking at her. His arms snapped behind his back.

"Liar." Several wires were swinging about. "Rosie, left upstairs, second hallway, third door on the left is my closet. I'm pretty sure that's where the Captain is. Please go get him."

"But-ah-Doctor?"

"Go on, Rose."

The Professor flipped herself up and glanced back, making sure that Rose had gone up the staircase and disappeared from sight. She pulled out her compact and scanned up the stairs.

"Well, that's a good girl you have there," She commented dryly, going down the stairs to be on even ground with him.

"How are you alive?"

She was silent for a moment then looked up at him, "I took my family away from Gallifrey before the war started—"

"You mean there are others alive?"

"I don't know," She stared straight into his steely eyes, "It's possible."

"What'd you do?" He grabbed her upper arms and pulled her closer.

"You should be able to figure it out." She squared her jaw.

"You're alone on this TARDIS, it only lit up when you walked in—"

"My husband had a TARDIS, as did my oldest son and youngest daughter." She interrupted.

"But you had other kids without TARDISes." He insisted, "Where did you leave them?"

"I'm. Not. Telling. You."

"Why. Not?"

"You are the Vashta Nerada hiding in the shadows to my children," She grabbed his upper arms in return, "All of them know about the war, but they don't understand why. Now they see you saving the universe and think you're trying for repentance."

He simply glared down at her.

"Don't you realize it, Doctor? To us, you're terrifying. You conquered an army of Daleks and destroyed our home planet."

"I've looked all over the universe and I haven't found any of us. Except you. Why would I only find you?"

"You tell me," Her voice dropped to a whisper, "We're very good at hiding."

"You…" He stared at her, pressing his lips together, "I didn't recognize this face. How old are you?"

She almost snickered at his sudden change in subject, "That's pretty rude of you to ask, but I'm about 910 years old. My seventh face. And you?"

"Nine hundred, ninth face." His eyebrows were raised in surprise, "If this is only your seventh face, how're you…?"

"I'm rather fond of my bodies, thanks, so I had my biological clock slowed down during my second incarnation. And, for the most part, I've had to regenerate because of old age."

"That's cheating," He couldn't stop a chuckle.

"Life's not fair, so why should I play by the rules?" She glanced away, her fingers pinching his leather jacket. "When you leave my TARDIS, you have to promise me that you won't follow me and won't look for me."

"Why?" He asked, then his eyes flashed, "A crack in the universe, you said you were going to fix it—"

"It's the only way to keep them small, no promise me." She gripped his arms tightly, her eyes wide with urgency. "Please just leave. Forget you met me. Now go back to your TARDIS."

"What exactly are you planning on doing?" It only took a look for him to understand. "Don't you dare."

"Don't you try and stop me," She hissed, his hands were tight iron bands around her biceps.

"Just tell me you have some sort of plan for this." His sharp gaze searching her brown eyes for a shred of something positive.

She raised a brow, "Would that reassure you?"

"Yes, yes it would."

"Then no," She pulled out of his grip, "I don't have a plan."

Then she walked up the stairs and to her console.

"Fantastic," the Doctor murmured under his breath, following her up. Jack and Rose had been standing there silently. Jack beamed at him and Rose just gave a sheepish smile.

"Y'all can leave now," the Professor said rather abruptly, already back on the gravity belt, "be quick about it and I'll forgive you for eavesdropping."

"It's not like we could hear anything anyway, but you two did look pretty cozy." Jack grinned.

"Oh, only catching up with ages and gaces, Captain," the Professor said, the belt whirring her about to the other side of the console.

"And how old are you, Professor?"

"Wouldn't you like to know." The belt came to a stop, she was grinning.

"So when I ask, it's rude, but when he does, it's not." The Doctor huffed.

"He's charming, you're not."

Jack winked, "So I've been told."

The belt stopped abruptly and the Professor grabbed the railing, she looked at Jack up and down, then to Rose, "Good, you didn't steal anything. Now leave." Her TARDIS hummed and she stroked the railing gently.

"Are we going to see you again?" Rose asked, taking a few steps toward the console.

"Probably not," the Professor tapped her fingers on the bar, then she shed her jacket and threw it onto the railing, "but you never know. He has my TARDIS's signature, so you never know."

"But you two are the last of your kind," Rose said, her lower lip quivering, "Wouldn't you want to stay together?"

"How naïve," the Professor chuckled, "You babies…I'm not sure why the Doctor took you two with him, but he is definitely not lonely enough to desire my company." Then she made a shooing motion. "Now leave." They didn't move a muscle. "Get on! Get!"

"C'mon you lot," the Doctor said, ushering the two toward the door.

"Goodbye, Doctor."

He turned to look over his shoulder at the woman. Then he gave a small frown, "Goodbye Professor."

With that, he left, the door sealed itself.

From the outside, the Doctor, Rose, and Jack stood a healthy distance from her TARDIS as it whirred and slowly disappeared. Immediately, the Doctor jumped to the console.

"What's she doing, Doctor?" Rose burst out as his TARDIS made the vworping nose.

"She's going back to the war planet and opening up the crack." The Doctor said quickly, bringing down the heavy mallet again, "And she's going to feed it something powerful so it will close."

"You think she's goin got feed herself to the crack?" Jack asked, gripping the console so that he wasn't sent flying.

"Maybe, unless she—oh, she's clever!" The Doctor exclaimed, grabbing a lever and pulling it all the way down. A path of lights following its descent down. The loud scraping sound against frozon air came again. "Right, Jack, go to the main control room, center of the planet—here's a map—" He tossed a holographic panel to him, "Rose, you're with me. Everyone got that?"

He was met with silence.

"Fantastic!"


	3. Chapter 3

_Don't Own. Except the Professor._

* * *

The Doctor pushed the two out the door and looked at Jack, "You make sure she doesn't change anything."

"Right, like what?" Jack surveyed the hallway they were in—metal walls, metal floors, doors everywhere, and a glass lift.

"Oh, you know, a self-destruct sequence, breaking the main frame, stuff like that." He grabbed Rose's hand and dashed off to the lift, then sonicked it to make it go ten times as fast as it would usually go.

"You got it, boss." It almost sounded sarcastic. There was no trouble getting therewith the map, but getting the Professor to stop whatever she was doing wasn't going to be a simple step by step plan. Especially when a metal door slid down over the other one just as he was about to walk in.

"It's a good thing I always come prepared," Jack said as he pulled out his sonic blaster and took aim. The door didn't stand a chance.

"—you are rescheduled to the War Planet RR364gamma7. Thank you for your hospitality and I'm sorry for the inconvenience. What? Yes, sir there will be ambiosa viral vaccinations in the main building. Have a nice day." The Professor had a finger in one of her ears while the other was using the compact to enter passwords upon passwords and codes upon codes. "Honestly, Doctor, I've been a teacher for centuries, do you really think you could sneak up on me?"

"Can't blame a guy for trying," Jack laughed, his blaster pointed straight at her back, "What sort of things do you teach, Professor?"

She flinched, not used to being wrong in identification, "Wouldn't you like to know?"

"I would," He took a few steps toward her, one hand lazily tracing across her shoulder, "I'd also like to know what you're planning to do to this planet."

"You'll figure it out." A smirk in her voice as she kept at the complicated motions. Jack looked at the screens. For the most part, it was computer coding—on others it was log ins and passwords. The gravity controls were hardly even on, they were on the verge of completely closing off. The screens showing the levels of elements and chemicals making up the atmosphere were going on dangerous grounds. They were flashing red.

He put in the phrasing into those of a ship and it started to make sense. He went after the keyboards and managed to stop the decreasing oxygen levels from the surface of the planet. "You're crazy!"

"I've been told," the Professor said automatically, "stop stalling the interface, Harkness." There was an underlying threat in her voice.

"'Fraid I can't, Doctor's orders." He snickered, recalibrating the atmospheric levels.  
She whirled around on him, eyes blazing, and scanned over the keyboards he was using. They locked up immediately. "Go find the Doctor and Rosie, Harkness, and get the hell out."

"We're not leaving you here." Jack grabbed her wrists, and squeezed, making the scanner drop out of her hand. She kicked him roughly in the gut and twisted out of his grip.

"I'm not giving you a choice." She hissed as he got back up with his sonic blaster in hand. She just stared at it while it was pointed at her.

"**VOICE RECOGNITION REQUESTED.**" A robotic voice came from the control panel.

Quickly, she snatched up her scanner and pointed it at her throat, "Lead representative from the Intergalactic War and Peace Council of the Shadow Proclamation requesting War Planet 36pheta self destruct."

Both paused with baited breath for the computer to respond. Suddenly she tackled him to the ground, a clang of sharp metal echoing above them. "After five seconds of nothing, they shoot tranquilizers into intruders." Her breath was soft against his ear. She sat up and pulled him up with her. He picked up the pair of needles, both oozing clear plasma.

"**VOICE NOT RECOGNIZED. REQUESTS DENIED.**" The voice said, "**INTRUDERS WILL BE TERMINATED.**"

The Professor launched herself up and reached underneath the controls. For a moment, her brow was furrowed in concentration. Then a grin split across her face and a siren began to wail. A handful of wires littered the ground. She snatched up her suitcase and slung it onto her back, like a book bag and grabbed his hand, running out of the room—only for another metal door to slide down.

Jack shot the door with the sonic blaster just as a purple gas filtered into the room. This time it was him pulling her from the room.

"Take me to his TARDIS, I know it's down here." That last part was a lie, she had no idea where it was.

"Yes, ma'am." He nearly dislocated her arm while running down the hallway and toward the great blue box. Unknown to them, microbots were released into the air. A low buzzing filled the atmosphere surrounding them.

The Professor's gaze flicked around, "Run faster!"

"What?"

"Listen, they're in the air!" She rushed forward, pushing him closer. Jack fumbled to get the key to the TARDIs out.

He jerked the door open and pulled her in, slamming it shut.

She set the bright orange suitcase down against the wall and took to the console. "You're not half bad, Harkness." She let out a sharp gasp of pain and examined her hand, sheer scratches and a gash settled in the middle of her palm. There was a slow trickle of blood tracing her pores.

She grit her teeth and pulled at the levers, she'd handle it later. The one thing she didn't notice, or ignored, was the silvery sheen lacing her skin.

* * *

The Doctor quickly examined the crack, sonic screwdriver in hand. Never, in all his years, had he seen anything quite like this. Sure, he'd seen plenty of time rifts, the TARDIS fed on them after all, but nothing that could completely erase the existence of something from time and space.

"Doctor, is there anything I can do to help?" Rose asked, feeling monumentally useless as she eyed the quaking pebbles on the ground. She couldn't feel it, but the planet was shaking.

"No, just stay close, don't wander off, and don't do anything stupid." He ran his fingers around the air of the crack. It felt thick and flexible. Like a jelly or plasma.

"Since when do I do anything stupid?" Rose snapped, taking very quiet steps away from him to observe a part of the planet that just gave way. Turning the flat ground into the top of a cliff that plunged at least twenty meters.

"Since you followed a child with a gas mask and decided it would be fun to climb a rope connected to an air balloon during the London Blitz, Decide to go off on the hot air bag Cassandra, I think you've made enough stupid decisions for me to start to worry about it." The Doctor said sarcastically, taking in deeper breaths. The oxygen was taking a dip in levels.

He took in another deep breath and swirled the air around in his mouth. The atmosphere was taking on dramatic changes. The rising explosives in the air nearly made him wish he was at the very top of Mount Kilimanjaro, where the oxygen was the dimmest.

"That-That's… oh this's not good, very, very, not good." The Doctor rubbed the back of his neck and turned to look at Rose, but she wasn't there. The girl was balancing herself on the very edge of the newly made cliff. She was standing there, gaping like a fish. The land beyond the cliff was just caving in. Forming the oddest rifts and figures. Like ornately elaborate circles. She didn't even realize that the air tasted like it was burning.

The planet shook again.

The blonde let out a squeal.

"Rose!" The Doctor grabbed her wrist and pulled her back sharply. She slammed into his chest. The ground she was standing on crumbled into brown dust. It looked remarkably similar to the dirt on Earth. "So much… for not doing any…thing stupid."

"I. Didn't. Do," She swallowed a lungful of air, "Anything." Then her stomach jumped to her throat.

And didn't come back down.

"Doc…. Doctah!" It was almost whimsical the way the two were floating. Well, not really. They were bouncing on their toes. Rose would have giggled if she didn't value the oxygen that much. He grabbed her hand tightly and pulled her with him toward the tents.

Then the atmosphere returned. Oxygen invaded them. Both stumbled in the newly returned gravity. Rose dug her fingers into the Doctor's shirt as she coughed. Unfortunately, she was used to limitless oxygen. She wasn't interested in suffocation, thanks.

"What was that?" She asked once she managed to catch her breath.

"Nothing good."

A loud wheezing sound hit the air and both were surprised to see a blue police box materialize only some feet from the crack.

Then Jack swung one of the doors open, "C'mon! The planet's gonna blow!"

They ran toward the TARDIS, the atmosphere was taking another great shift. Air burned down their throats and their footsteps became labored. Heavier. The Doctor threw Rose in and slammed the door behind him. He was about to run to the console.

That was, until he saw the Professor kneeling on the floor thrashing around with convulsions.


	4. Chapter 4

_Don't Own. Except for Professor._

* * *

Jack ran over with a panicked expression. His eyes darting about her spastic form, trying to figure out how to help.

A surge of anger shot through the Doctor. This mad woman was going to blow up a planet to close a crack and now she was just going to die? He wasn't going to let that happen. He couldn't let that happen.

He shook his head, he couldn't think like that. Emotionally, that is. It led to bad decisions and even worse situations. Back on logical track. Right. He took to the console, piloting them all away from this nightmare.

"Harkness," the Professor whispered hoarsely, "help me concentrate." Jack dropped to his knees beside her and gripped her hands tightly in his own.

"How?"

"My scanner," She coughed, "Focus. Throat."

"But that could kill you!" He wracked his mind, trying to think of some other way.

"I'll die anyway if we don't—" Her body spasmed, her nails broke through his skin, "Before—! Organs!"

"Alright, Alright!" He quickly pulled from her grasp and grabbed the compact from her jacket pocket. He flipped it open and aimed at her jugular.

"Two-thirty-nine!" She gasped. He dialed in the setting and for a few seconds…she stopped breathing. The microbots were gathered just below her skin. Her eyes were wide and brown and staring straight at him with utmost urgency. A cloud of silvery microbots were held still by the beam of sonic that was being emitted by the compact. Her hand had fallen back to her side, but could still feel her presence even if it was very faint. With a few flicks of his thumb across the scanner, the microbots were fried. Blood trickled out of the corner of her mouth and she started coughing.

Jack had just let out a breath of relief when the Doctor snapped to her side, tilting a spoonful of bright green tonic into her mouth. She automatically swallowed her eyes closed, her body going limp. The only thing that gave away the life in her was the subtle rise and fall of her chest.

"Jack, take her to the med bay, she'll be fine." The Doctor said, running back to the console as the TARDIS gave a wild jerk. "Don't drop her."

"I'm not gonna drop her, have you so little faith?" Jack flashed him a grin, just to hide his nerves.

The Doctor just looked at him and the TARDIS shook again, as if reminding them that they were still in space.

"Ouch, that hurts, Doc, that hurts." Jack quickly gathered the Professor in his arms and took off toward the med bay. She was surprisingly heavy.

Rose blinked a few times and shook her head. The lack of oxygen was obviously getting to her. She had never seen the Doctor that gentle before. Except around children and, well, her.

"You really care about her, don't you, Doctor?" Rose bit her lip and gripped the railing, watching his back. Hoping he would turn around.

"She's the only other one I know that's alive," the Doctor said distractedly, "and with her alive, there could be more out there." He sighed, looking at Rose. "There are more out there. She just won't tell me where."

An hour later, the Professor woke with the distinct taste of cotton mouth. Now, she didn't remember drinking—no matter how much she may have wanted a drink. Oh, and there was the taste of copper on her tongue. Blood. She sort of remembered that part.

Then, she coughed and sat up—much to her aching muscles displeasure.

"You should lie back down," A male voice said and she opened her eyes to look at Captain Jack Harkness. He looked like he was ready to make her.

"Wouldn't you like that?" She sneered, leaning against the wall behind the bed. "Got any water? I'm parched."

"I've got the next best thing." He grinned and handed her a can of coke.

She wrinkled her nose, "How you're still alive, you humans drinking this acid, I'll never know." She took it nonetheless and had a few gulps. A loud belch tumbled from her mouth and she paused. "Well, I didn't expect him to have that sort of medicine. Then again, he is the Doctor."

"He is," Jack snickered, then his expression turned serious, "Professor—"

"Don't ask anything stupid." She interrupted.

"What?" He doubletaked, having only heard that said by the Doctor.

"You heard me," She said, taking another sip of soda, "Don't ask stupid questions."

He stared at her for a moment, then laughed.

She smacked his arm, "Hey! What's so funny? While I may be hilarious, I don't know what I said to make you laugh."

"Ah, it's nothing, just you and the Doctor are very alike."

The look of exaggerated horror on her face was hilarious. She even pretended not to notice when the Doctor came in, Rose on his heels.

"That's like being compared to a slug! A murderous slug!" She added the latter on as an afterthought.

"So, I'm a murderous slug after saving your life," the Doctor said, sitting at the end of the bed.

"Saving my life?" She scoffed, "I wouldn't have needed saving if you all hadn't followed me!"

"He thought you were going to give yourself to whatever that was!" Rose burst out, "You should be grateful! He—"

The Professor grabbed her jaw and jerked her down to eye level, "Listen here and listen good, If I had been left there by myself, I would have blown up the planet while the force field was at its strongest. Everything would have been absorbed into that crack and I would be in the time vortex in _my_ TARDIS getting the hell away in one piece. If y'all hadn't been so worried about _my life_, I wouldn't be here—recovering from a microbot invasion. Understand that_ now_, Rose Tyler." She let go of Rose's face and slumped back onto the bed with a sigh.

"The energy and sheer force would have been enough to close the crack. The only thing that might have thrown it off were those needles." Her gaze shifted to Jack, "If I hadn't seen the reflection of the shooter from his buttons."

Rose touched her jaw in shock. The angry red imprints from the Professor's hand were still there. No one ever dared to touch her unless they wanted the feared wrath of the Tyler women. But this woman—this alien—scared her speechless. The aged intent in the Professor's eyes was definitely something she did not want to deal with. It was similar to the way the Doctor looked at the Daleks or Cybermen.

"Wait, you said that whole five seconds thing."

"That was a lie to impress you," the Professor grunted and sat up again, straightening her shirt out, "Did it work?"

"Very much so," Jack tossed her a flirty grin.

"You're feeling better?" The Doctor asked, scanning her up and down with his screwdriver, "Both hearts seem fine." That part was teasing.

Her gaze grazed over his body and she smirked, "Are you sure? Did you check?"

Whatever retort he had, died on his tongue when he saw the logo on her shirt translate into English from the former language that it was. Before it read 'el Lobo Malo' in fancy Spanish print with the white etching of a guitar in the background.

_Bad Wolf._

"Where-where did you get that shirt?" Rose asked cautiously.

"Fifth Nebula, _el lobo Malo_is a fantastic band. One of the few things humans got right." She grinned.

Rose and the Doctor shared a look.

"It's following us!" The distinct memory of the Slitheen that took over that Welsh Mayor's body came back to haunt her. The name of the project.

The Professor's eyes lit up in curiosity, then dimmed as she jumped up, "Well, I'll be off—whoa!" She stumbled to the side, catching onto the Doctor's leather coat to keep herself up. "Alright, vertigo, bad balance, I should be fine."

"Perhaps you should stay longer and rest for the ride," the Doctor suggested, "and perhaps for a trip or two."

"Is that an invitation, Doctor?" She looked up at him, admiring his jawline.

He raised a brow at her, then grinned, "That depends on the answer, Professor."

Rose bristled. Why was the Doctor flirting with this woman? This woman who had grabbed her jaw and threatened _her_. And now he was inviting her to travel with them! Now, as if to pour lemon juice onto open wounds, the woman was flirting back!

The Professor gave him a sparkling smile, "I'd rather die."

Then she pushed away from him and walked out of the medbay. "Where the hell is the console?" Her footsteps echoed off and down some corridor before receiving an answer.

The Doctor groaned and rubbed his forehead, then looked to Rose, "Well, I'd say some fish'n'chips are in order."

Rose gave him a cheeky grin. Now _that_was her Doctor. "That sounds really good right now."

"It does, it does." Jack agreed, already following the Professor out.

Once they were in the console room, Rose was in a much better mood. Her arm wrapped around the Doctor's—she almost didn't mind the near death experience they had. Her large eyes glittered and she gave a charming, absentminded, smile as she pretended to absorb the information he was blathering about. Hey, it was a lucky athletic shot that she took for him to take her along—not her intelligence.

Jack remembered where she had put the suitcase, so that's where he went. Right where he stopped, there was a note. Right where the suitcase had been.

_Hey Harkness,_

Tell the Doctor that if he follows me, I'll shoot him. I sort of owe you. Mostly your jacket, but you too. So if you ever need a favor, just give me a call. And I mean you as in you, not the Doctor.

Have fun,

The Professor

There was an eight digit number at the bottom of the paper.

Jack grinned. Then he quickly tucked the note into his pocket and ran out, shouting at Rose and the Doctor to wait up. They were definitely going to see more of the Professor.


End file.
